Stock Code: 000530; 200530 Notice No: 2016-067
Short Form of the Stock: Daleng Gufen; Daleng B
Dalian Refrigeration Co., Ltd.
Public Notice on Resolution of
3rd Extraordinary Shareholders’ General Meeting of 2016
The Company and its whole members of Board of Directors ensure that the public notice is real,
accurate and complete, and there are no any fictitious statements, serious misleading or important
omissions carried in this notice.
There was no augmentation, rejection or changing of proposals in the Shareholders’ General
Meeting. No involved in the case of changing the previous proposals of the general meeting of
shareholders.
I. Particulars about holding and participants of the meeting
(I) Particulars about holding of the meeting
1. The date and time of the meeting
On-site meeting: 3:00 pm, September 13, 2016
Internet polling: From September 12, 2016 to September 13, 2016
(1) Voting through the trading system of Shenzhen Stock Exchange: 9:30-11:30 am and 1:00-3:00
pm dated September 13, 2016;
(2) Voting through the Internet voting system of Shenzhen Stock Exchange can be made anytime
from 3:00 pm September 12, 2016 to 3:00 pm September 13, 2016;
2. Place of the meeting: The conference room on 8/F of the Company
3. Way of holding: On-site votes, network polling plus the Independent Directors solicit voting
right.
4. Convener: The Board of the Company
5. Presidency: Ji Zhijian
6. The meeting is in line with the relevant laws and administrative regulations, departmental rules
and regulations, regulatory documents and relevant provisions of the articles of association of the
company.
The Announcement of holding 3rd Extraordinary Shareholders’ General Meeting of 2016 was
published in China Securities and Hong Kong Commercial Daily dated August 26, 2016.The
precautious announcement was published in China Securities and Hong Kong Commercial Daily
dated September 9, 2016.
(II) Particulars about participants of the meeting
1. Particulars about general information of attending the meeting
92 shareholders and shareholders’ representatives attended the meeting, representing 189,560,736
shares, taking 31.65% of the Company’s total share capital 598,892,558 shares.
Among them：
10 shareholders and shareholders’ representatives attended the on-site meeting, representing
184,878,956 shares, taking 30.87% of the Company’s total share capital 598,892,558 shares.
82 shareholders and shareholders’ representatives attended the network meeting, representing
4,681,780 shares, taking 0.78% of the Company’s total share capital 598,892,558 shares.
2. Particulars about shareholders of A shares attending the meeting
89 shareholders of A shares and their representatives attended the meeting, representing
131,455,114 shares, taking 30.83% of the Company’s 426,392,558 total A shares.
Among them：
7 shareholders of A shares and their representatives attended the on-site meeting, representing
126,773,334 shares, taking 29.73% of the Company’s 426,392,558 total A shares.
82 shareholders of A shares and their representatives attended the network meeting, representing
4,681,780 shares, taking 1.10% of the Company’s 426,392,558 total A shares.
3. Particulars about shareholders of B shares attending the meeting
3 shareholders of B shares and their representatives attended the meeting, representing 58,105,622
shares, taking 33.68% of the Company’s 172,500,000 total B shares.
Among them：
3 shareholders of B shares and their representatives attended the on-site meeting, representing
58,105,622 shares, taking 33.68% of the Company’s 172,500,000 total B shares.
0 shareholders of B shares and their representatives attended the network meeting, representing 0
shares, taking 0% of the Company’s 172,500,000 total B shares.
4. Other attendance
Directors, supervisors and senior executives of the Company and the witness attorney engaged by
the Company
II. Particulars about discussion of the proposals
(I) Ways of voting: On-site votes plus network polling
(II) The shareholders of the Company and their proxy present at the meeting discussed the
proposals. By voting term wise, the following proposals were passed:
1. The 2016 Restricted Stock Incentive Plan Draft of the Company
1.1 The conditions and scope for the incentive objects
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
present shareholders 189,560,736 185,143,778 97.67% 4,312,796 104,162
Including: A shares 131,455,114 127,569,106 97.04% 3,781,846 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,558,004 70.50% 4,312,796 104,162
Including: A shares 9,371,590 5,485,582 58.53% 3,781,846 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.2 The source, quantity and distribution of the restricted stock
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
present shareholders 189,560,736 185,143,778 97.67% 4,312,796 104,162
Including: A shares 131,455,114 127,569,106 97.04% 3,781,846 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,558,004 70.50% 4,312,796 104,162
Including: A shares 9,371,590 5,485,582 58.53% 3,781,846 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.3 The valid period, grant day, lock-up period, unlock period and blackout period of the incentive
plan
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,143,778 97.67% 4,312,796 104,162
Including: A shares 131,455,114 127,569,106 97.04% 3,781,846 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,558,004 70.50% 4,312,796 104,162
Including: A shares 9,371,590 5,485,582 58.53% 3,781,846 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.4 The grant price of the restricted stock and its determining method
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,143,778 97.67% 4,312,796 104,162
Including: A shares 131,455,114 127,569,106 97.04% 3,781,846 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,558,004 70.50% 4,312,796 104,162
Including: A shares 9,371,590 5,485,582 58.53% 3,781,846 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.5 The conditions of granting and unlocking the restricted stock
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,256,628 97.73% 4,199,946 104,162
Including: A shares 131,455,114 127,681,956 97.13% 3,668,996 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,670,854 71.26% 4,199,946 104,162
Including: A shares 9,371,590 5,598,432 59.74% 3,668,996 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.6 The procedure and method of adjustment for the restricted stock incentive plan
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,256,628 97.73% 4,199,946 104,162
Including: A shares 131,455,114 127,681,956 97.13% 3,668,996 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,670,854 71.26% 4,199,946 104,162
Including: A shares 9,371,590 5,598,432 59.74% 3,668,996 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.7 The accounting treatment of the restricted stock
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,256,628 97.73% 4,199,946 104,162
Including: A shares 131,455,114 127,681,956 97.13% 3,668,996 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,670,854 71.26% 4,199,946 104,162
Including: A shares 9,371,590 5,598,432 59.74% 3,668,996 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.8 The procedure of implementing of the restricted stock incentive plan
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,256,628 97.73% 4,199,946 104,162
Including: A shares 131,455,114 127,681,956 97.13% 3,668,996 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,670,854 71.26% 4,199,946 104,162
Including: A shares 9,371,590 5,598,432 59.74% 3,668,996 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.9 The right and obligations of incentive objects and the Company
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,256,628 97.73% 4,199,946 104,162
Including: A shares 131,455,114 127,681,956 97.13% 3,668,996 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,670,854 71.26% 4,199,946 104,162
Including: A shares 9,371,590 5,598,432 59.74% 3,668,996 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.10 The dispose method while changes occur to incentive objects and the Company
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,256,628 97.73% 4,199,946 104,162
Including: A shares 131,455,114 127,681,956 97.13% 3,668,996 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,670,854 71.26% 4,199,946 104,162
Including: A shares 9,371,590 5,598,432 59.74% 3,668,996 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
1.11 The principle of buying back and writing off of the restricted stock
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,256,628 97.73% 4,199,946 104,162
Including: A shares 131,455,114 127,681,956 97.13% 3,668,996 104,162
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,670,854 71.26% 4,199,946 104,162
Including: A shares 9,371,590 5,598,432 59.74% 3,668,996 104,162
B shares 5,603,372 5,072,422 90.52% 530,950 0
2. The Assessment and Management Measures for 2016 Restricted Stock Incentive Plan of the
Company
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,143,778 97.67% 4,416,958 0
Including: A shares 131,455,114 127,569,106 97.04% 3,886,008 0
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,558,004 70.50% 4,416,958 0
Including: A shares 9,371,590 5,485,582 58.53% 3,886,008 0
B shares 5,603,372 5,072,422 90.52% 530,950 0
3. To Summate to the shareholders’ general meeting of the Company for authorizing the board of
directors to handle related matters of 2016 restricted stock incentive plan of the Company.
Number of shares For For Against Abstention
represented (share) (share) proportion (share) (share)
Present shareholders 189,560,736 185,143,778 97.67% 4,416,958 0
Including: A shares 131,455,114 127,569,106 97.04% 3,886,008 0
B shares 58,105,622 57,574,672 99.09% 530,950 0
Present shareholders below 5% 14,974,962 10,558,004 70.50% 4,416,958 0
Including: A shares 9,371,590 5,485,582 58.53% 3,886,008 0
B shares 5,603,372 5,072,422 90.52% 530,950 0
In addition, the supervisory Committee explained the checking information about the incentive
object lists.
Details of the proposal could be found in the notice on resolution of the Board of Directors
published in China Securities, Hong Kong Commercial Daily and http://www.cninfo.com.cn/ on
August 26, 2016.
III. Legal Position Paper Issued by the Lawyer
1. Name of lawyer firm: Liaoning Huaxia Lawyers’ Firm
2. Name of lawyer: Mrs. Bao Jinxing, Mrs. Liu Meijing
3. Conclusion of opinions:
“The lawyer believed that convening and holding procedures of this Shareholders’ General
Meeting was in line with regulations of the law, legislation and the Articles of Association; the
participants of the Meeting have lawful and valid qualification; the voting procedures and results
of this Shareholders’ General Meeting were true, legitimate and valid. ”
IV. Documents available for reference
1.The decisions of the Shareholders’ General Meeting that acknowledged by
the present directors and the recorder and stamped by the board of directors;
2. Legal opinions;
3. Other relevant documents.
Board of Directors of Dalian Refrigeration Co., Ltd.
September 14, 2016
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